As of March 9, 2018:
Minted, LLC (“Minted,” “we,” “our,” or “us”) appreciates your (“you,” “your,” or “Artist”) participation in the Minted contest set forth in the contest overview attached hereto (the “Contest Prize Overview”) (such contest, the “Contest”) via your submission of a design (hereinafter the “Design”). By submitting the Design to Minted, you agree to the following terms and conditions (“Terms and Conditions”):
You promise, represent and warrant that each and every Design you submit to Minted (a) is your own original work, (b) is not currently being published, distributed, sold or reproduced anywhere by any means in any medium (including in any books or magazines or on any websites or on any apparel or other goods), (c) does not contain any trademarks, logos, or copyrighted material other than that which has been provided to you by Minted or that you solely own, and (d) does not contain any content subject to any right of publicity or privacy or any unlicensed intellectual property belonging to any third party, and (e) you have notified us of any licensed intellectual property included in your design. You acknowledge that you will not use any content provided to you by Minted for any purpose other than to submit Designs incorporating such content to Minted in connection with this Contest.
You acknowledge that Minted may decline to select a Design for voting on Minted. com (our “Site”) or as the winner of a cash award as part of the Contest (a “Prize”) for any reason in its sole discretion.
If the Design is selected to be displayed by Minted for voting on our Site, then you grant us the right to use, upload, modify, reproduce, create derivative works of, and display the Design for the purposes of promoting Minted and this Contest on our Site and otherwise throughout the world, in Minted’s sole discretion, both during the Contest and during the Trial Period (as defined below).
You may participate as a voter in this Contest but may only have one active Minted account under which you submit your votes. The purchase or barter of additional votes or encouragement of other users to vote under multiple accounts are considered improper voting practices. Minted reserves the right to audit suspicious voting practices and if you are found to be engaging in improper voting tactics, Minted may exclude improper votes from consideration, remove your entry or entries from consideration for this Contest, terminate your account for fraud in accordance with our Terms of Service or take other corrective action.
Whether or not we select the Design for a Prize, you may not offer for sale, sell, or submit the Design or Matching Items (as defined below) to others or otherwise publish, distribute, or reproduce the Work or allow others to do so for any purpose until the date that is 90 days after the Contest’s submission deadline (the “Trial Period”). After the expiration of the Trial Period, if Minted has not notified you that it has selected the Design for a Prize, then you will be free to use the Design for any purpose. Notwithstanding the foregoing, if you have been provided an Artist-specific, branded shopping area on a subdomain of the Site by Minted (a “Store”), to the extent you self-launched products incorporating the Design or Matching Items prior to submitting your Design to the Contest, subject to the terms and conditions governing your use of the Store, you may continue to sell such products via your Store during the Trial Period. If Minted selects your Design for a Prize, your Design will be subject to these Terms and Conditions, including the applicable Contest Prize Overview.
During the Trial Period, we may display the Design in connection with use on products offered for sale to assess consumer interest, even if we have not yet selected your Design for a Prize. You will be paid a sales commission for any products sold with your design.
You hereby license us the use of your name and identifying information and image (“Artist Name”) for purposes of promoting the Design both during and after the Trial Period.
If your Design is selected for a Prize by Minted, effective upon such selection, you hereby immediately and irrevocably assign to Minted the entire right, title, and interest in and to the copyright and all other intellectual property, “moral,” and other rights in (1) your Design and (2) all and additional matching items set forth in the applicable Contest Prize Overview or otherwise requested by Minted or provided by you in connection with your Design (“Matching Items”) (the Design and Matching Items, collectively, the “Work”), including in each case the right to sue for past infringement and the right to license the Work, including any component thereof, to third parties. For clarity, the assignment of your right, title, and interest in and to the Work does not take effect until and unless the Design is selected for a Prize by Minted.
Without limiting the foregoing, if the Design is selected for a Prize, Minted may, among other things, use the Work and your Artist Name in any manner, including but not limited to: (a) reproducing the Work, or portions thereof, and your Artist Name on products, (b) selling products (including but not limited to art prints, greeting cards, invitations, and stationery) bearing the Design or any derivative thereof or incorporating any aspect of the Work or any derivative thereof and which may include or be associated with your Artist Name (subject to Minted’s obligation to pay you the Sales Commission as defined and described below) and which may be, in Minted’s sole discretion, sold via the Site and/or your Minted Store, if applicable, (c) changing or reworking the Work by making color or size changes, (d) making derivative works of the Work, (e) using the Work and your Artist Name on our
Site and otherwise to promote Minted, and (f) registering the Work with the U.S. Copyright Office or any other copyright office in Minted’s or Minted’s designee’s name. You agree to provide Minted with any information as may be required in order to register the copyright in the Work if Minted so requests, at no additional cost to Minted.
If the Design is selected for a Prize, you may not reproduce, sell, or otherwise use or distribute the Work or derivatives thereof, in any manner whatsoever or allow others to do so, including making products bearing the Design or derivatives thereof or incorporating the Work or any derivatives thereof in any form, including for your personal use or as gifts to friends or other third parties.
To the extent that you submit a Design to the Contest that was previously self-launched via your Store and Minted selects such Design for a Prize, in Minted’s sole discretion, Minted may, upon selecting the Design for a Prize, transfer or convert any products bearing the Design or any derivatives thereof, or incorporating the Work or any derivatives thereof, that you previously self-launched in your Store as necessary.
Nothing in these Terms and Conditions obligates Minted to promote or sell the Design or the Matching Items, even if the Design is selected for a Prize.
If the Design is selected for a Prize, then we shall pay you a lump sum cash Prize amount and a Sales Commission, as set forth below and in the applicable Contest Prize Overview. All Prize amounts are in U.S. dollars. Minted may, in its sole discretion, also select Editor’s Picks and/or recognize other categories of top designs (including as voted by the community) as Prize winners, as specified in the applicable Contest Prize Overview, each of which will be deemed selected for a Prize.
If the Design is selected for a Prize by Minted at any time after the Trial Period, Minted may notify you of its selection and you may accept or reject the Prize. To the extent that you accept the Prize for any Design selected after the Trial Period, these Terms and Conditions will be applicable to your Design, including the Prizes and Sales Commissions set forth in the applicable Contest Prize Overview. With respect to a Design submitted in this Contest that was not selected for a Prize, the Prizes and Sales Commissions set forth in these Terms and Conditions will not be applicable to any future use of such Design by Minted or any future sales of such Design, including sales via your Minted Store, if applicable.
SALES COMMISSION: You will be paid a commission on Net Sales of any Minted products sold by Minted that wholly incorporate the Design or the Matching Items (“Commissionable Items”) (such commission, the “Sales Commission”). Commissionable Items shall include (a) backers, envelope liners and envelopes that wholly incorporate the Design or Matching Items and (b) with respect to any Minted products that wholly incorporate the Design or the Matching Items, shapes or other changes to basic form factor, such as folded cards. Commissionable Items expressly exclude: (a) backers, envelope liners and envelopes that do not wholly incorporate the Design or the Matching Items, (b) higher quality paper, (c) frames, shipping, personalization or addressing services, and (d) additional personalization or custom design services provided by Minted. Applicable Sales Commissions and Matching Items are set forth on the applicable Contest Prize Overview. “Net Sales” is defined as the retail price received by Minted from its customer (i.e., the price charged after any promotional discounts, shipping, and taxes) for the sale of Commissionable Items, excluding chargebacks and returned and/or defective products. Minted may offer any products incorporating the Design or the Matching Items at any price, for any amount of time in any market, in Minted’s sole discretion. Sales Commissions shall be paid to you within 90 days from the end of each calendar quarter in which they were earned. Calculation of Sales Commissions shall be in Minted’s reasonable discretion and shall not be subject to audit or other verification by you. If Minted believes that you have breached any provision of these Terms and Conditions, then Minted may cancel or suspend any payments of Sales Commissions to you without prejudice to any other rights Minted may have against you.
You alone shall be responsible for the payment of any tax that arises as a result of receiving payment from Minted, as we will not withhold any taxes from the Prize or Sales Commissions paid to you.
If your Design is selected for a Prize, the cash Prize will be sent to you within 90 days after Minted receives a high-resolution artwork of the Design and all other requirements set forth in the applicable Contest Prize Overview, including any applicable Matching Items. If, after providing you with written notice to produce high-resolution artwork, Minted does not receive high-resolution artwork for the Design selected for sale within 14 days, then Minted reserves the right to withdraw your Prize and refuse you payment for use of the Design and Matching Items.
If your Design is selected for a Prize, Minted may request, and you agree to provide to Minted, signed version of any documents reasonably requested by Minted that confirm the terms set forth in these Terms and Conditions, including the assignment of the intellectual property rights in the Work from you to Minted.
You may not submit any materials, including, without limitation, photographs or other images, text, graphics, videos, visuals, sounds, data, files, links, or other materials including the Work (“Materials”) that could infringe any rights of privacy or publicity, copyrights, or other intellectual property rights, unless you have the permission of the owner of these rights and the persons (or their parents or legal guardians, where applicable) who are shown or who have rights in or to the materials. Furthermore, you may not submit any Materials that may give rise to any civil or criminal
liability under applicable law or expose Minted or its legal affiliates or partners to the threat of the same. We reserve the right to delete, move, or edit images, or suspend viewing or printing of any Materials if, in our sole discretion, we deem
any submission abusive, defamatory, or in violation of laws or rights of privacy or publicity, copyrights, or other intellectual property rights or otherwise inappropriate or potentially to lead to civil or criminal liability. In the event that you post, submit, or upload non-Design Materials (i.e., Materials other than the Work) (“NDM”), such submission will not change the ownership status of those NDM, and you hereby grant us and our designees a worldwide, non-exclusive, sublicenseable (through multiple tiers), assignable, royalty-free, fully paid-up, perpetual, irrevocable right to use, reproduce, distribute (through multiple tiers), create derivative works of, and publicly display and perform (publicly or otherwise) such NDM. Please note that, while you may retain ownership of your NDM, any design, template, or layout in which you arrange or organize such NDM through tools and features made available through Minted is not proprietary to you, and can be used by Minted and others for any purposes. You acknowledge and agree that you have no rights in any such design, template, and/or layout, and such template or layout is the sole and exclusive property of Minted or its licensors.
You represent, warrant, and covenant that (a) you own or otherwise possess all necessary rights with respect to the Materials, (b) the Materials do not and will not infringe, misappropriate, use, or disclose without authorization, or otherwise violate any intellectual property or proprietary right of any third party, and are not unlawful, fraudulent, threatening, abusive, libelous, defamatory, obscene, or otherwise objectionable, and (c) you consent to the use of your likeness and you have obtained the written consent, release, and/or permission of every identifiable individual who appears in Materials to use such individual’s likeness, for purposes of using and otherwise exploiting the Materials in the manner contemplated by these Terms and Conditions or, if any such identifiable individual is under the age of eighteen, you have obtained such written consent, release and/or permission from such individual’s parent or guardian (and you agree to provide to Minted a copy of any such consents, releases, and/or permissions upon Minted’s request).
Please note that our community members may report Materials that they believe to be inappropriate. Minted has the right, but not the obligation, to remove Materials in response to user reports or requests. Minted is not responsible for, and will have no liability for, the removal or non-removal of any Materials.
You agree not to use our Site to promote or link to any products or services of any company that operates in competition with Minted including, without limitation, Etsy, Society6, Zazzle, Shutterfly/TinyPrints and Café Press.
GENERAL: Submission of the Design and checking the box acknowledging that you have read and agree to these Terms and Conditions and the applicable Contest Prize Overview constitutes your acceptance of the Terms and Conditions and applicable Contest Prize Overview, and creates a binding contract under California law. You may not assign or otherwise transfer any right or obligation herein without the prior written consent of Minted, which may be withheld in Minted’s sole discretion. Minted may assign or otherwise transfer any right or obligation herein without your consent. Any dispute between you and Minted shall be decided under California law, via binding arbitration in accordance with applicable rules of the American Arbitration Association. Any such arbitration demand shall be filed in San Francisco, California within one year of the date that any claim may arise.